Berle is caught eating at the Brown Derby restaurant eating with Martn and Lewis. His family members, his four brothers and his sister all appear, as well as his early dance partners from vaudeville. Old costars from his Ziegfeld days like Ben Gruer, and Lillian Roth (via kinescope) are seen. Jan Murray recollects how Milton helped him at the start of his career. Phil Silvers talks about Milton inspiring him when he created "Top Bannana".
Beloved comedian Lou Costello is the subject, detailing his partnership with Bud Abbott, his unsuccessful start in 1920s Hollywood, and the tragic drowning of Lou's not quite 1 year old son Lou Jr., nicknamed Butch.